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Urbus & ING due diligence nearing completion

Media release

Wednesday 23rd March 2005

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Urbus Properties Limited and ING Property Trust today announced due diligence on the proposed merger between the two entities was nearing completion and that no material issues had arisen during the process.

On February 14 2005 the parties announced agreement in principle for ING Property Trust to make, and the board of Urbus to recommend, a full takeover offer by the Trust for Urbus. The offer will result in the merger of the two entities, creating New Zealand's second largest listed property trust with a market capitalisation of more than $550 million.

Following completion of due diligence, the Takeover Notice is expected to be lodged with Urbus in mid-April, with the offer documents being sent to Urbus shareholders toward the end of April.

Under the terms of the offer, which will be subject to standard conditions, Urbus shareholders will receive one ING unit for every 1.02 Urbus shares held (this is the equivalent of 0.980 ING units per one Urbus share).

The Urbus board will recommend the offer once made, subject to a favourable independent appraisal report confirming that the offer represents fair value for Urbus shareholders and noteholders.

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